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###### Securities and Exchange Commission

Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of Filings and Information Services, Washington, DC 20549.

*Extension:*

Regulation S-AM; SEC File No. 270-548; OMB Control No. 3235-0609.

                    Notice is hereby given that pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501*et seq.*), the Securities and Exchange Commission (“Commission”) is soliciting comments on the collection of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval.                

## Regulation S-AM: Limitations on Affiliate Marketing

                    Regulation S-AM implements the requirements of Section 214 of the Fair and Accurate Credit Transactions Act of 2003 (Pub. L. 108-159) (“FACT Act”) as applied to brokers, dealers, and investment companies, as well as investment advisers and transfer agents that are registered with the Commission (collectively, “Covered Persons”). As directed by Section 214 of the FACT Act, before a receiving affiliate may make marketing solicitations based on the communication of certain consumer financial information from a Covered Person, the Covered Person must provide a notice to each affected individual informing the individual of his or her right to prohibit such marketing. The regulation potentially applies to all of the approximately 22,106 Covered Persons registered with the Commission, although only approximately 15,474 of them have one or more corporate affiliates, and the regulation would require only approximately 2,211 of them to provide                           ( print page 28086)                        consumers with notice and an opt-out opportunity.                

The Commission has estimated that each of the approximately 15,474 Covered Persons having one or more affiliates would require an average one-time burden of 1 hour to review affiliate marketing practices, for a total of 15,474 hours, at a total staff cost of approximately $3,791,130. Approximately 2,211 Covered Persons would be required to provide notice and opt-out and would incur an average first-year burden of 6 hours in doing so, for a total estimated first-year burden of 13,266 hours, at a total staff cost of approximately $2,510,590.50. With regard to continuing notice burdens, each of the approximately 2,211 Covered Persons required to provide notice and opt-out would incur a one-time first-year burden of 2 hours to develop notices for new consumers and an annual burden of 2 hours to deliver the notices and record any opt-outs, at a total staff cost of approximately $1,673,727. Averaged across the first three years for which compliance would be required, the total average yearly burden would be approximately 12,528 hours and $7,975,447.50 in staff costs.

                    Direct your written comments to R. Corey Booth, Director/Chief Information Officer, Securities and Exchange Commission, C/O Shirley Martinson, 6432 General Green Way, Alexandria, Va. VA 22312 or send an e-mail to:                     *PRA_Mailbox@sec.gov.*                     Comments must be submitted to OMB within 60 days of this notice.                

Dated: May 11, 2007.

Jill M. Peterson,

Assistant Secretary.

 [FR Doc. E7-9568 Filed 5-17-07; 8:45 am]

BILLING CODE 8010-01-P