49412 Federal Register / Vol. 74, No. 186 / Monday, September 28, 2009 / Notices 

1The Death Benefit Valuation Date means the 

earlier of (1) the date that the Company has received 

both due proof of death and a written request with 

instructions as to the form of the death benefit or 

(2) the Death Benefit Commencement Date, which 

is the first day of the first payment interval for a 

death benefit that is paid as periodic payments or 

the date of payment for a death benefit that is paid 

as a lump sum. 

the Securities and Exchange 

Commission, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or send an email to Shagufta Ahmed at 

Shagufta_Ahmed@omb.eop.gov; and (ii) 

Charles Boucher, Director/CIO, 

Securities and Exchange Commission, 

C/O Shirley Martinson, 6432 General 

Green Way, Alexandria, VA 22312; or 

send an e-mail to: 

PRA_Mailbox@sec.gov. Comments must 

be submitted to OMB within 30 days of 

this notice. 

Dated: September 21, 2009. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–23308 Filed 9–25–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. IC–28909; 812–13612] 

Annuity Investors Life Insurance 

Company, et al., Notice of Application 

September 22, 2009. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of application for an 

order pursuant to Section 6(c) of the 

Investment Company Act of 1940 (the 

‘‘Act’’) granting exemptions from 

Sections 2(a)(32) and 27(i)(2)(A) of the 

Act and Rule 22c–1 thereunder for the 

recapture of certain bonus credits. 

APPLICANTS: Annuity Investors Life 

Insurance Company (‘‘Annuity Investors 

Life’’), Annuity Investors Variable 

Account C (‘‘Variable Account C’’), and 

Great American Advisors, Inc. (‘‘GAA’’). 

SUMMARY OF APPLICATION: Applicants 

seek an order to permit, under specified 

circumstances, the recapture of certain 

Bonuses (defined below) applied to 

Purchase Payments (defined below) 

made under: (1) Certain deferred 

variable annuity contracts and 

certificates, described herein, that 

Annuity Investors Life has issued, 

currently issues, or will issue through 

Variable Account C under a registration 

statement field with the Commission 

under Securities Act of 1933 File No. 

333–148459 (the contracts and 

certificates, including applicable data 

pages and endorsements, are 

collectively referred to herein as the 

‘‘Current Bonus Contracts’’); and (2) 

deferred variable annuity contracts and 

certificates, including applicable data 

pages and endorsements, other than 

Current Bonus Contracts that Annuity 

Investors Life may issue in the future 

(‘‘Future Bonus Contracts,’’ and together 

with the Current Bonus Contracts, the 

‘‘Contracts’’) through Variable Account 

C, through any of its existing separate 

accounts (together with Variable 

Account C, the ‘‘Current Accounts’’), or 

through any future separate account of 

Annuity Investors Life (‘‘Future 

Accounts,’’ and together with the 

Current Accounts, the ‘‘Accounts’’). 

Such Future Bonus Contracts will be 

substantially similar to the Current 

Bonus Contracts in all material respects. 

Applicants also request that the order 

being sought extend to any other 

Financial Industry Regulatory Authority 

(‘‘FINRA’’) member broker-dealer 

controlling or controlled by, or under 

common control with Annuity Investors 

Life, whether existing or created in the 

future, that serves as a distributor or 

principal underwriter of the Contracts 

offered through the Accounts (‘‘Future 

Underwriters’’). 

DATES: Filing Dates: The application was 

filed on December 12, 2008, and an 

amended and restated application was 

filed on April 14, 2009 and September 

18, 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 Secretary of 

the Commission 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 October 19, 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 may request notification of a 

hearing by writing to the Secretary of 

the Commission. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street, 

NE., Washington, DC 20549–1090. 

Applicants, c/o Annuity Investors Life 

Insurance Company, 525 Vine Street, 

7th Floor, Cincinnati, OH 45202, Attn: 

Karen McLaughlin, Esq. Copy to: 

Richard Choi, Jorden Burt LLP, 1025 

Thomas Jefferson Street, Suite 400 East, 

Washington, DC 20007. 

FOR FURTHER INFORMATION CONTACT: 

Michael L. Kosoff, Attorney, or Harry 

Eisenstein, Branch Chief, Office of 

Insurance Products, Division of 

Investment Management, at (202) 551– 

6795. 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

Web site by searching for the file 

number or an applicant using the 

Company name box, at http:// 

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

calling (202) 551–8090. 

Applicants’ Representations 

1. Annuity Investors Life desires the 

flexibility, and is requesting exemptive 

relief, to recapture Bonuses of up to 5% 

of each Purchase Payment credited to 

Purchase Payments under a Contract if 

the owner returns the Contract for a 

refund during the free-look period. In 

addition, Annuity Investors Life is 

seeking exemptive relief to enable it to 

recapture the amount of any Bonus of 

up to 5% of each Purchase Payment 

credited to a Purchase Payment made 

under a Contract within the 12 month 

period that ends on the Death Benefit 

Valuation Date.1

2. Annuity Investors Life is a wholly 

owned subsidiary of Great American 

Life Insurance Company, which is a 

wholly owned subsidiary of Great 

American Financial Resources, Inc. 

(‘‘GAFRI’’). GAFRI is a wholly owned 

subsidiary of American Financial 

Group, Inc., a publicly traded holding 

company. Annuity Investors Life serves 

as depositor of Variable Account C, 

which was established on November 7, 

2001. Annuity Investors Life may 

establish one or more Future Accounts 

for which it will serve as depositor. 

3. Great American Advisors, Inc. 

(‘‘GAA’’) is the principal underwriter of 

the variable annuity products issued by 

Annuity Investors Life. GAA is a wholly 

owned subsidiary of Great American 

Financial Resources, Inc. GAA is 

registered with the Commission as a 

broker-dealer under the Securities 

Exchange Act of 1934 (‘‘Exchange Act’’) 

and is a member of FINRA. The 

Contracts are offered or will be offered 

through registered representatives of 

GAA or others who are registered 

broker-dealers under the Exchange Act 

and FINRA members, and who have 

entered into selling agreements with 

GAA or any Future Underwriter. GAA 

or any Future Underwriter may act as 

principal underwriter for any Current or 

Future Bonus Contracts issued through 

any of the Accounts. 

4. Each of the Accounts is or will be 

a segregated asset account of Annuity 

Investors Life that is or will be 


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registered with the Commission as a 

unit investment trust under the Act to 

the extent required thereby. Each of the 

Accounts funds or will fund the variable 

benefits available under the Contracts 

issued through that Account. Units of 

interest in the Accounts are registered or 

will be registered under the Securities 

Act of 1933 (‘‘1933 Act’’) to the extent 

required thereby. Annuity Investors 

Life, on behalf of itself and Variable 

Account C, filed a Form N–4 registration 

statement relating to the Current Bonus 

Contract on January 4, 2008 (File No. 

333–148459), which was declared 

effective on April 30, 2008. 

5. Annuity Investors Life may issue 

Future Bonus Contracts through its 

Current Accounts or Future Accounts. 

That portion of the assets of the Current 

Accounts that is equal to the reserves 

and other contract liabilities with 

respect to the Current Accounts is not 

chargeable with liabilities arising out of 

any other business of Annuity Investors 

Life, as the case may be. Any income, 

gains or losses, realized or unrealized, 

from assets allocated to any Current 

Account are, in accordance with the 

Contracts, credited to or charged against 

the Current Account, without regard to 

other income, gains or losses of Annuity 

Investors Life, as the case may be. The 

same will be true of any Future 

Accounts of Annuity Investors Life. 

6. The Current Bonus Contracts (file 

no. 333–148459) are individual or group 

flexible premium deferred annuity 

contracts that may be issued on a taxqualified or non-tax-qualified basis. 

Presently, the Current Bonus Contracts 

may be purchased with a minimum 

initial Purchase Payment of $20,000. A 

Current Bonus Contract owner may 

make additional Purchase Payments, 

subject to a $50 minimum. The current 

maximum single Purchase Payment 

under a Current Bonus Contract is 

$1,000,000 without prior approval from 

Annuity Investors Life. These 

maximums and minimums may be 

different for Future Bonus Contracts, 

and may be prospectively changed by 

rider or endorsement for Current Bonus 

Contracts. Any such changes also would 

be disclosed in the applicable 

prospectus(es). A ‘‘Purchase Payment’’ 

under the Current Bonus Contract 

means the amount received by Annuity 

Investors Life after the deduction of 

applicable premium or other taxes. 

Future Bonus Contracts will be 

substantially similar in all material 

respects to the Current Bonus Contracts. 

7. Each time Annuity Investors Life 

receives a Purchase Payment from an 

owner of a Current Bonus Contract 

during the first 10 Contract Years (as 

defined in the Current Bonus Contract), 

it will credit to the owner’s account 

value a bonus (‘‘Bonus’’) equal to 4% of 

each Purchase Payment (5% if the 

Bonus Base Amount, as defined in the 

Current Bonus Contract, equals or 

exceeds $250,000). The Bonus Base 

Amount at any point in time is equal to 

the total of all Purchase Payments that 

Annuity Investors Life has received 

since the Contract effective date, before 

deduction of premium tax or other 

taxes; less all withdrawals since the 

Contract effective date. The Bonus Base 

Amount does not include any bonuses 

paid on Purchase Payments. 

8. The Bonus will be allocated 

according to the allocation instructions 

in effect for Purchase Payments under 

the particular Current Bonus Contract, 

and will generally be deemed to be a 

Purchase Payment thereunder. 

9. Annuity Investors Life will fund 

Bonus amounts from its general account 

assets. Annuity Investors Life will 

recapture from a Current Bonus Contract 

owner: (1) Any Bonus previously 

credited if the owner returns the Current 

Bonus Contract for a refund during the 

free-look period; and (2) the amount of 

any Bonus credited to a Purchase 

Payment made under a Current Bonus 

Contract within the 12 month period 

that ends on the Death Benefit Valuation 

Date, as defined in the Current Bonus 

Contract. The owner of an individual 

Current Bonus Contract may cancel it 

before midnight of the 20th day 

following the date the owner receives it 

unless a longer period is required by 

State law. If the owner cancels the 

Current Bonus Contract during the 

applicable time period, it will be void, 

and Annuity Investors Life will refund 

the Purchase Payment(s) in full, less the 

Bonus amounts credited to the Purchase 

Payment(s) and plus or minus any 

investment gains or losses under the 

Current Bonus Contract as of the end of 

the valuation period during which the 

returned Contract or the cancellation 

request is received by Annuity Investors 

Life (unless a return of Purchase 

Payments is required under State law). 

10. Current Bonus Contract owners 

may allocate their Purchase Payments to 

any of the available sub-accounts or 

fixed account options. Each sub-account 

invests in shares of a corresponding 

registered investment company or series 

thereof (each, a ‘‘Portfolio’’). 

11. The Current Bonus Contracts 

provide for various optional living 

benefits, surrender options, annuity 

benefits, and annuity payout options, as 

well as transfer privileges among the 

Portfolios, dollar cost averaging, and 

other features. The Current Bonus 

Contracts contain the following charges: 

(1) A contingent deferred sales charge 

based on the number of full years 

elapsed between the date of receipt of 

the Purchase Payment and the date that 

the request for withdrawal, surrender, or 

annuitization was received equal to a 

maximum of 9% of Purchase Payments 

(including any Bonuses credited 

thereto) withdrawn, surrendered, or 

annuitized, declining to 0% after eight 

years, which may be waived in certain 

circumstances as disclosed in the 

prospectus for the Current Bonus 

Contract; (2) a $30 annual Contract 

maintenance fee, which may be waived 

in certain circumstances as disclosed in 

the prospectus for the Current Bonus 

Contract; (3) a mortality and expense 

risk fee at an effective annual rate of 

1.40% (1.60% with enhanced death 

benefit rider); (4) an administration 

charge at an effective annual rate of 

0.15%, which may be waived where 

Annuity Investors Life incurs reduced 

sales and servicing expenses; (5) a 

current transfer fee of $25 for each 

transfer in excess of twelve in any 

Contract year; (6) any applicable State 

and local government premium taxes; 

and (7) optional living benefit rider 

charges currently ranging, depending on 

the rider selected, from an annual rate 

of 0.40% to 0.95% of the benefit base 

amount determined under the Contract. 

In addition, assets invested in the 

Portfolios are charged with annual 

operating expenses of those Portfolios. 

All such fees and charges, and 

circumstances under which such fees 

and charges may be reduced or waived, 

are described in greater detail in the 

‘‘Charges And Deductions’’ section of 

the prospectus contained in the Form 

N–4 Registration Statement for file no. 

333–148459 of Annuity Investors Life 

and Current Accounts that has been 

incorporated by reference into the 

Application. 

Applicants’ Legal Analysis 

1. Section 6(c) of the Act authorizes 

the Commission to exempt any person, 

security or transaction, or any class or 

classes of persons, securities or 

transactions from the provisions of the 

Act and the rules promulgated 

thereunder, if and to the extent that 

such exemption is necessary or 

appropriate in the public interest and 

consistent with the policy and 

provisions of the Act. 

2. Section 27(i) of the Act provides 

that Section 27 does not apply to any 

registered separate account funding 

variable insurance contracts, or to the 

sponsoring insurance company and 

principal underwriter of such account, 

except as provided in paragraph (2) of 

the subsection. Paragraph (2) provides 

that it shall be unlawful for any 


srobinson on DSKHWCL6B1PROD with NOTICES
49414 Federal Register / Vol. 74, No. 186 / Monday, September 28, 2009 / Notices 

2Annuity Investors Life intends to recover the 

cost of the Bonuses applied from the revenue from 

the charges imposed under the Current Bonus 

Contracts, which are described earlier in this 

Application. Annuity Investors Life may use any 

excess to recover distribution costs relating to the 

Current Bonus Contracts and as a source of profit. 

3See Adoption of Rule 22c–1 under the Act, 

Investment Company Act Release No. 5519 (Oct. 16, 

1968). 

registered separate account funding 

variable insurance contracts or a 

sponsoring insurance company of such 

account to sell a contract funded by the 

registered separate account unless such 

contract is a ‘‘redeemable security.’’8 

Section 2(a)(32) of the Act defines 

‘‘redeemable security’’ as any security, 

other than short-term paper, under the 

terms of which the holder, upon 

presentation to the issuer, is entitled to 

receive approximately his proportionate 

share of the issuer’s current net assets, 

or the cash equivalent thereof. 

3. Rule 22c-1 under the Act prohibits 

a registered investment company 

issuing any redeemable security, a 

person designated in such issuer’s 

prospectus as authorized to 

consummate transactions in any such 

security, and a principal underwriter of, 

or dealer in, such security, from selling, 

redeeming, or repurchasing any such 

security except at a price based on the 

current net asset value of such security 

which is next computed after receipt of 

a tender of such security for redemption 

or of an order to purchase or sell such 

security. 

4. Applicants request exemptions 

pursuant to Section 6(c) from Sections 

2(a)(32), and 27(i)(2)(A) of the Act and 

Rule 22c-1 thereunder to the extent 

deemed necessary to permit Applicants 

to recapture: (1) Any Bonus previously 

credited if the owner returns the Current 

Bonus Contract for a refund during the 

free-look period; and (2) the amount of 

any Bonus credited to a Purchase 

Payment made under a Current Bonus 

Contract within the 12 month period 

that ends on the Death Benefit Valuation 

Date, as defined in the Current Bonus 

Contract. Applicants believe that the 

requested exemptions are 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. 

5. Applicants also request that the 

Commission, pursuant to Section 6(c) of 

the Act, grant the above exemptions 

with respect to the Current Bonus 

Contracts and any Future Bonus 

Contracts funded by the Current 

Accounts or Future Accounts that are 

issued by Annuity Investors Life and 

underwritten or distributed by GAA or 

any Future Underwriters. Applicants 

undertake that Future Bonus Contracts 

funded by the Current Accounts or by 

the Future Accounts which seek to rely 

on the order issued pursuant to this 

Application will be substantially similar 

in all material respects to the Current 

Bonus Contracts. Applicants submit that 

their request for an order that applies to 

the Current Accounts or any Future 

Accounts established by Annuity 

Investors Life, in connection with the 

issuance of the Current Bonus Contracts 

and Future Bonus Contracts that are 

substantially similar in all material 

respects to the Current Bonus Contracts 

described herein, and that are 

underwritten or distributed by GAA or 

any Future Underwriter, is appropriate 

in the public interest. Applicants submit 

that such an order would promote 

competitiveness in the variable annuity 

market by eliminating the need to file 

redundant exemptive applications, 

thereby reducing administrative 

expenses and maximizing the efficient 

use of Applicants’ resources as well as 

those of the Commission. Investors 

would not receive any benefit or 

additional protection by requiring 

Applicants to repeatedly seek exemptive 

relief that would present no issue under 

the Act that has not already been 

addressed in this Application. Further, 

having Applicants file additional 

applications would impair their ability 

quickly and effectively to take 

advantage of business opportunities as 

they arise. 

6. Applicants submit that the 

recapture of the Bonuses will not raise 

concerns under sections 2(a)(32), and 

27(i)(2)(A) of the Act, and rule 22c–1 

thereunder. The amounts recaptured 

will equal the Bonuses paid for by 

Annuity Investors Life out of its general 

account assets. Therefore, the Bonus 

recapture provisions described herein 

will not deprive a Contract owner of his 

or her proportionate share of the issuer’s 

current net assets. 

7. Applicants represent that under the 

terms of the Current Bonus Contract a 

Contract owner’s interest in the amount 

of the Bonus allocated to his or her 

annuity account value upon receipt of 

an initial Purchase Payment is not 

vested if the Contract is returned during 

the applicable free-look period. 

Similarly, under the terms of the 

Current Bonus Contract a Contract 

owner’s interest in the amount of any 

Bonuses allocated upon receipt of any 

Purchase Payments made during the 12 

month period ending on the Death 

Benefit Valuation Date is not vested. 

Until or unless the amount of any Bonus 

is vested, Annuity Investors Life retains 

the right and interest in the Bonus 

amount, although not in the earnings 

attributable to that amount. Thus, when 

any Bonus amounts are recaptured, 

Annuity Investors Life is simply 

retrieving its own assets. Since the 

Contract owner’s interest in the Bonus 

is not vested, the Contract owner has 

not been deprived of a proportionate 

share of the applicable Account’s assets. 

8. With respect to the Bonus recapture 

upon the exercise of the free-look 

privilege, the Applicants assert that it 

would be patently unfair to allow a 

Contract owner to exercise that privilege 

and retain a Bonus amount under a 

Contract that has been returned for a 

refund after a period of a few weeks or 

days. If Annuity Investors Life could not 

recapture the Bonus, individuals could 

purchase a Contract with no intention of 

retaining it, and simply return it for a 

quick profit. 

9. Furthermore, Applicants assert that 

the recapture of the amount of any 

Bonus credited to a Purchase Payment 

made under a Current Bonus Contract 

within the 12 month period that ends on 

the Death Benefit Valuation Date, as 

defined in the Current Bonus Contract, 

is designed to afford Annuity Investors 

Life with a measure of protection from 

anti-selection. The risk here is that the 

Contract owner could make very large 

Purchase Payments shortly before death, 

thereby leaving Annuity Investors Life 

less time to recover the cost of the 

Bonuses, to its financial detriment.2

10. Applicants submit that the 

recapture of a Bonus might be viewed as 

resulting in the redemption of 

redeemable securities for a price other 

than one based on the current net asset 

value of the Accounts. Applicants 

contend, however, that recapture of any 

Bonus would not violate Rule 22c–1. 

11. Applicants maintain that the 

recapture does not involve either of the 

problems that Rule 22c–1 was designed 

to prevent, namely (i) the dilution of the 

value of outstanding redeemable 

securities of registered investment 

companies through their sale at a price 

below net asset value or their 

redemption or repurchase at a price 

above it, and (ii) other unfair practices 

such as speculative trading practices.3

These problems were the result of 

backward pricing, the practice of basing 

the price of a mutual fund share on the 

net asset value per share determined as 

of the close of the market on the 

previous day. Backward pricing allowed 

investors to take advantage of increases 

in net asset value that were not yet 

reflected in the price, thereby diluting 

the value of outstanding mutual fund 

shares. 

12. Applicants also maintain that the 

proposed recapture of the Bonus poses 

no threat of dilution. To effect a 


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Federal Register / Vol. 74, No. 186 / Monday, September 28, 2009 / Notices 49415 

recapture of a Bonus, Annuity Investors 

Life will redeem interests in the 

Contract owner’s annuity account at a 

price determined on the basis of current 

net asset value of the relevant Account. 

The amount recaptured will equal the 

amount of the Bonus that Annuity 

Investors Life paid or will pay out of its 

general account assets. Although 

Contract owners will be entitled to 

retain any investment gain attributable 

to the Bonus, the amount of such gain 

will be determined on the basis of the 

current net asset value of the relevant 

Account. Thus, no dilution will result 

from the recapture of the Bonus. The 

second problem that Rule 22c–1 was 

designed to address, namely, 

speculative trading practices calculated 

to take advantage of backward pricing, 

also will not occur as a result of the 

recapture of the Bonus. 

Because neither of the problems that 

Rule 22c–1 was designed to address is 

found in the recapture of the Bonus, 

Rule 22c–1 should have no application 

to any Bonus under the Current Bonus 

Contracts or Future Bonus Contracts. 

However, to avoid any uncertainty as to 

full compliance with the Act, 

Applicants request exemptions from the 

provisions of Rule 22c–1 to the extent 

deemed necessary to permit them to 

recapture the Bonus under the Current 

Bonus Contracts and Future Bonus 

Contracts. 

13. Applicants assert that the Bonus is 

and will be attractive to and in the 

interests of investors because it will 

allow Contract owners to apply 104% or 

105%, as the case may be, of their 

Purchase Payments to work for them in 

their selected investment options. Also, 

any earnings attributable to the Bonus 

will be retained by the Contract owner, 

and the principal amount of the Bonus 

also will be retained if the contingencies 

set forth in this Application are 

satisfied, i.e., the Contract is not 

returned for a refund during the freelook period and the Bonus is not 

credited to a Purchase Payment made 

under the Contract within the 12 month 

period that ends on the Death Benefit 

Valuation Date. 

14. Further, Applicants submit that 

the recapture of any Bonus only applies 

in relation to the risk of anti-selection 

against Annuity Investors Life. In the 

context of the contingencies described 

in this Application, anti-selection can 

generally be described as a risk that 

Contract owners obtain an undue 

advantage based on elements of fairness 

to Annuity Investors Life and the 

actuarial and other factors it takes into 

account in designing the Contracts. 

Annuity Investors Life provides the 

Bonuses from its general accounts on a 

guaranteed basis. Thus, Annuity 

Investors Life undertakes a financial 

obligation that contemplates the 

retention of the Contracts by its owners 

over an extended period, consistent 

with the long term nature of retirement 

planning. Annuity Investors Life 

generally expects to recover its costs, 

including Bonuses, over an anticipated 

duration while a Contract is in force. 

The right to recapture Bonuses credited 

to Purchase Payments made within the 

12 month period ending on the Death 

Benefit Valuation Date protects Annuity 

Investors Life against the risk that 

Contract owners will contribute larger 

amounts shortly before death, while 

avoiding Contract charges over the long 

term. With respect to refunds paid upon 

the return of Contracts within the freelook period, the amount payable by the 

applicable Annuity Investors Life must 

be reduced by the allocated Bonuses. 

Otherwise, purchasers could apply for 

Contracts for the sole purpose of 

exercising the free-look refund 

provision and making a quick profit. 

Conclusion 

For the reasons summarized above, 

Applicants submit that their exemptive 

request meets the standards set out in 

Sections 6(c) of the Act, namely, that the 

exemptions requested are 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, and that, therefore, the 

Commission should grant the requested 

order. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–23277 Filed 9–25–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[File No. 500–1] 

In the Matter of DTVN Holdings, Inc., 

Employee Solutions, Inc., Falcon 

Natural Gas Corp., Internet Commerce 

& Communications, Inc., Osage 

Systems Group, Inc., Payless 

Cashways, Inc., PC Service Source, 

Inc., Play by Play Toys & Novelties, 

Inc., Powerbrief, Inc., Southern Energy 

Company, Inc., Strategia Corp. (n/k/a 

Catthai Corp.), and TTI Industries, Inc.; 

Order of Suspension of Trading 

September 24, 2009. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of DTVN 

Holdings, Inc. because it has not filed 

any periodic reports since the period 

ended June 30, 2002. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Employee 

Solutions, Inc. because it has not filed 

any periodic reports since the period 

ended September 30, 2000. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Falcon 

Natural Gas Corp. because it has not 

filed any periodic reports since the 

period ended September 30, 2006. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Internet 

Commerce & Communications, Inc. 

because it has not filed any periodic 

reports since the period ended June 30, 

2001. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Osage 

Systems Group, Inc. because it has not 

filed any periodic reports since the 

period ended September 30, 2000. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Payless 

Cashways, Inc. because it has not filed 

any periodic reports since the period 

ended May 26, 2001. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of PC Service 

Source, Inc. because it has not filed any 

periodic reports since the period ended 

March 31, 2000. 

It appears to the Securities and 

Exchange Commission that there is a 


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