25808 Federal Register / Vol. 72, No. 87 / Monday, May 7, 2007 / Notices 

1State Street Bank and Trust Company, et al., 

Investment Company Act Release No. 24666 (Sept. 

24, 2000), superseding The Select Sector SPDR 

Trust, Investment Company Act Release No. 23534 

(Nov. 13, 1998), as amended by SSgA Funds 

Management, Inc., et al., Investment Company Act 

Release No. 27543 (Nov. 1, 2006). 

member organizations effecting 

transactions in Fund Shares to deliver a 

Product Description to purchasers of 

Fund Shares. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–8599 Filed 5–4–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. IC–27809; 812–13356] 

SSgA Funds Management, Inc., et al.; 

Notice of Application 

April 30, 2007. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of application to amend 

a prior order under section 6(c) of the 

Investment Company Act of 1940 

(‘‘Act’’) for an exemption from sections 

2(a)(32), 5(a)(1), 22(d), 22(e) and 24(d) of 

the Act and rule 22c–1 under the Act, 

and under sections 6(c) and 17(b) of the 

Act for an exemption from sections 

17(a)(1) and (a)(2) of the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to amend a prior order 

that permits: (a) Open-end management 

investment companies, whose series are 

based on certain equity securities 

indices, to issue shares of limited 

redeemability; (b) secondary market 

transactions in the shares of the series 

to occur at negotiated prices; (c) dealers 

to sell shares to purchasers in the 

secondary market unaccompanied by a 

prospectus when prospectus delivery is 

not required by the Securities Act of 

1933 (‘‘Securities Act’’); (d) certain 

affiliated persons of the series to deposit 

securities into, and receive securities 

from, the series in connection with the 

purchase and redemption of 

aggregations of the series’ shares; and (e) 

under certain circumstances, the series 

that track certain foreign equity 

securities indices to pay redemption 

proceeds more than seven days after the 

tender of shares (the ‘‘Prior Order’’).1

Applicants seek to amend the Prior 

Order in order to offer additional series 

based on certain fixed income securities 

indices (the ‘‘New Funds’’). In addition, 

the order would delete a condition 

related to future relief in the Prior 

Order. 

APPLICANTS: SSgA Funds Management, 

Inc. (‘‘Adviser’’), State Street Global 

Markets LLC (‘‘Distributor’’), 

streetTRACKS Series Trust, and 

streetTRACKS Index Shares Funds 

(each, a ‘‘Trust’’ and together, the 

‘‘Trusts’’). 

FILING DATES: The application was filed 

on January 5, 2007 and amended on 

April 23, 2007. 

HEARING OR NOTIFICATION OF HEARING: An 

order granting the requested relief 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 May 24, 2007, 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, U.S. Securities 

and Exchange Commission, 100 F 

Street, NE, Washington, DC 20549–

1090. Applicants: Scott M. Zoltowski, 

Esq., State Street Global Advisors, One 

Lincoln Street, Boston Massachusetts 

02111; Vincent Manzi, State Street 

Global Markets LLC, One Lincoln Street, 

Boston, Massachusetts 02111; and W. 

John McGuire, Esq., Morgan, Lewis & 

Bockius LLP, 1111 Pennsylvania 

Avenue, NW, Washington, DC 20004. 

FOR FURTHER INFORMATION CONTACT: 

Emerson S. Davis, Sr., Senior Counsel, 

at (202) 551–6868, 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 for a fee at the 

Commission’s Public Reference Branch, 

100 F Street, NE, Washington, DC 

20549–0102 (tel. 202–551–5850). 

Applicants’ Representations 

1. Each Trust is an open-end 

management investment company 

registered under the Act and organized 

as a Massachusetts business trust. The 

Trusts are organized as series funds 

with multiple series. The Adviser, an 

investment adviser registered under the 

Investment Advisers Act of 1940, will 

serve as investment adviser to the New 

Funds. The Adviser may retain subadvisers (‘‘Sub-Advisers’’) to manage the 

assets of a New Fund. Any Sub-Adviser 

will be registered under the Advisers 

Act. The Distributor, a broker-dealer 

registered under the Securities 

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

will serve as the principal underwriter 

of the New Funds’’ shares. 

2. Each Trust is currently permitted to 

offer series based on equity securities 

indices in reliance on the Prior Order. 

Applicants seek to amend the Prior 

Order to permit the Trusts to offer the 

New Funds that, except as described in 

the application, would operate in a 

manner identical to the existing series of 

the Trusts that are subject to the Prior 

Order. 

3. The New Funds will invest in 

portfolios of securities generally 

consisting of the component securities 

of the Lehman Brothers 1–3 Year U.S. 

Treasury Index, Lehman Brothers 

Intermediate U.S. Treasury Index, 

Lehman Brothers Long U.S. Treasury 

Index, Lehman Brothers U.S. Aggregate 

Index, Lehman Brothers 1–3 Year U.S. 

Corporate Investment Grade Index, 

Lehman Brothers U.S. Intermediate 

Corporate Grade Index, and Lehman 

Brothers U.S. Long Corporate 

Investment Grade Index (the 

‘‘Underlying Indexes’’). No entity that 

creates, compiles, sponsors, or 

maintains an Underlying Index is or 

will be an affiliated person, as defined 

in section 2(a)(3) of the Act, or an 

affiliated person of an affiliated person, 

of the Trusts, the Adviser, any SubAdviser, the Distributor, or a promoter 

of a New Fund. 

4. The investment objective of each 

New Fund will be to provide investment 

results that correspond generally to the 

price and yield performance of the 

relevant Underlying Index. The Adviser 

may fully replicate a New Fund’s 

relevant Underlying Index or use a 

representative sampling strategy where 

the New Fund will seek to hold a 

representative sample of the component 

securities of the Underlying Index. Each 

New Fund generally will invest at least 

80% or 90% of its total assets, as 

disclosed in the relevant prospectus, in 

the securities that comprise the relevant 

Underlying Index, but at times may 

invest up to 20% of its total assets in 

certain futures, options, and swap 

contracts, cash and cash equivalents, as 

well as securities not included in its 

Underlying Index which the Adviser 

believes will help the New Fund track 

the Underlying Index. At all times, a 

New Fund will hold, in the aggregate, at 


pwalker on PROD1PC71 with NOTICES
Federal Register / Vol. 72, No. 87 / Monday, May 7, 2007 / Notices 25809 

2Applicants state that a cash-in-lieu amount will 

replace any ‘‘to-be-announced’’ (‘‘TBA’’) transaction 

that is listed as a Deposit Security of any New Fund. 

A TBA transaction is a method of trading mortgagebacked securities where the buyer and seller agree 

upon general trade parameters such as agency, 

settlement date, par amount and price. The actual 

pools delivered generally are determined two days 

prior to the settlement date. The amount of 

substituted cash in the case of TBA transactions 

will be equivalent to the value of the TBA 

transaction listed as a Deposit Security. 

3 In accepting Deposit Securities and satisfying 

redemptions with Fund Securities that are 

restricted securities eligible for resale pursuant to 

rule 144A under the Securities Act, New Funds will 

comply with the conditions of rule 144A, including 

in satisfying redemptions with such rule 144A 

eligible restricted Fund Securities. The prospectus 

for a New Fund will also state that an authorized 

participant that is not a ‘‘Qualified Institutional 

Buyer,’’ as defined in rule 144A under the 

Securities Act, will not be able to receive, as part 

of a redemption, restricted securities eligible for 

resale under rule 144A. 

1 15 U.S.C. 77f(b). 

2 15 U.S.C. 78m(e). 

3 15 U.S.C. 78n(g). 

least 80% of its total assets in 

component securities and investments 

that have economic characteristics that 

are substantially identical to the 

economic characteristics of the 

component securities of its Underlying 

Index. Applicants expect that each New 

Fund will have a tracking error relative 

to the performance of its respective 

Underlying Index of less than 5 percent. 

5. Applicants state that a New Fund 

will comply with the federal securities 

laws in accepting a deposit of a portfolio 

of securities designated by the Adviser 

to correspond generally to the price and 

yield of the New Fund’s Underlying 

Index (‘‘Deposit Securities’’) 2 and 

satisfying redemptions with portfolio 

securities of the New Fund (‘‘Fund 

Securities’’), including that the Deposit 

Securities and Fund Securities are sold 

in transactions that would be exempt 

from registration under the Securities 

Act.3

6. Applicants state that the New 

Funds will operate in a manner 

identical to the operation of the existing 

series of the Trusts in the Prior Order, 

except as specifically noted by 

applicants (and summarized in this 

notice), and will comply with all of the 

terms, provisions and conditions of the 

Prior Order, as amended by the present 

application. Applicants believe that the 

requested relief continues to meet the 

necessary exemptive standards. 

Future Relief 

7. Applicants also seek to amend the 

Prior Order to modify the terms under 

which the Trusts may offer additional 

series in the future based on other 

securities indices (‘‘Future Funds’’). The 

Prior Order is currently subject to a 

condition that does not permit 

applicants to register the shares of any 

Future Fund by means of filing a posteffective amendment to a Trust’s 

registration statement or by any other 

means, unless applicants have requested 

and received with respect to such 

Future Fund, either exemptive relief 

from the Commission or a no-action 

letter from the Division of Investment 

Management of the Commission, or if 

the Future Fund could be listed on a 

national securities exchange 

(‘‘Exchange’’) without the need for a 

filing pursuant to rule 19b–4 under the 

Exchange Act. 

8. The order would amend the Prior 

Order to delete this condition. Any 

Future Funds will (a) be advised by the 

Adviser or an entity controlled by or 

under common control with the 

Adviser; (b) track Underlying Indices 

that are created, compiled, sponsored or 

maintained by an entity that is not an 

affiliated person, as defined in section 

2(a)(3) of the Act, or an affiliated person 

of an affiliated person, of the Adviser, 

the Distributor, the Trusts or any SubAdviser or promoter of a Future Fund, 

and (c) comply with the respective 

terms and conditions of the Prior Order, 

as amended by the present application. 

9. Applicants believe that the 

modification of the future relief 

available under the Prior Order would 

be consistent with sections 6(c) and 

17(b) of the Act and that granting the 

requested relief will facilitate the timely 

creation of Future Funds and the 

commencement of secondary market 

trading of such Future Funds by 

removing the need to seek additional 

exemptive relief. Applicants submit that 

the terms and conditions of the Prior 

Order have been appropriate for the 

existing series of the Trusts and would 

remain appropriate for Future Funds. 

Applicants also submit that tying 

exemptive relief under the Act to the 

ability of a Future Fund to be listed on 

an Exchange without the need for a rule 

19b–4 filing under the Exchange Act is 

not necessary to meet the standards 

under sections 6(c) and 17(b) of the Act. 

Applicants’ Condition 

Applicants agree that any amended 

order granting the requested relief will 

be subject to the same conditions as 

those imposed by the Prior Order, 

except for condition 1 to the Prior 

Order, which will be deleted. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–8598 Filed 5–4–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

FEDERAL REGISTER CITATION OF PREVIOUS

ANNOUNCEMENT: [To be Published]. 

STATUS: Closed meeting. 

PLACE: 100 F Street, NE., Washington, 

DC. 

DATE AND TIME OF PREVIOUSLY ANNOUNCED

MEETING: Tuesday, May 8, 2007 at 2 p.m. 

CHANGE IN THE MEETING: Time change. 

The closed meeting scheduled for 

Tuesday, May 8, 2007 at 2 p.m. has been 

changed to Tuesday, May 8, 2007 at 

12:30 p.m. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. For further 

information and to ascertain what, if 

any, matters have been added, deleted 

or postponed, please contact the Office 

of the Secretary at (202) 551–5400. 

Dated: May 2, 2007. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–8649 Filed 5–4–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release Nos. 33–8794; 34–55682] 

Order Making Fiscal Year 2008 Annual 

Adjustments to the Fee Rates 

Applicable Under Section 6(b) of the 

Securities Act of 1933 and Sections 

13(e), 14(g), 31(b), and 31(c) of the 

Securities Exchange Act of 1934 

April 30, 2007. 

I. Background 

The Commission collects fees under 

various provisions of the securities 

laws. Section 6(b) of the Securities Act 

of 1933 (‘‘Securities Act’’) requires the 

Commission to collect fees from issuers 

on the registration of securities.1 Section 

13(e) of the Securities Exchange Act of 

1934 (‘‘Exchange Act’’) requires the 

Commission to collect fees on specified 

repurchases of securities.2 Section 14(g) 

of the Exchange Act requires the 

Commission to collect fees on proxy 

solicitations and statements in corporate 

control transactions.3 Finally, Sections 

31(b) and (c) of the Exchange Act 

require national securities exchanges 

and national securities associations, 

respectively, to pay fees to the 


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