10578 Federal Register / Vol. 77, No. 35 / Wednesday, February 22, 2012 / Notices 

3. Pursuant to 39 U.S.C. 505, James F. 

Callow is appointed to serve as the 

officer of the Commission (Public 

Representative) to represent the 

interests of the general public in this 

proceeding. 

4. The Secretary shall arrange for 

publication of this order in the Federal 

Register. 

By the Commission. 

Shoshana M. Grove, 

Secretary. 

[FR Doc. 2012–3984 Filed 2–21–12; 8:45 am] 

BILLING CODE P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: U.S. Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 15c2–8; OMB Control No. 3235–0481; 

SEC File No. 270–421. 

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 existing collection of information 

provided for in Rule 15c2–8 (17 CFR 

240.15c2–8). The Commission plans to 

submit this existing collection of 

information to the Office of 

Management and Budget for extension 

and approval—Rule 15c2–8 (17 CFR 

240.15c2–8)—Delivery of Prospectus. 

Rule 15c2–8 under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.) (‘‘Exchange Act’’) requires brokerdealers to deliver preliminary and/or 

final prospectuses to certain people 

under certain circumstances. In 

connection with securities offerings 

generally, including initial public 

offerings (IPOs), the rule requires 

broker-dealers to take reasonable steps 

to distribute copies of the preliminary or 

final prospectus to anyone who makes 

a written request, as well as any brokerdealer who is expected to solicit 

purchases of the security and who 

makes a request. In connection with 

IPOs, the rule requires a broker-dealer to 

send a copy of the preliminary 

prospectus to any person who is 

expected to receive a confirmation of 

sale (generally, this means any person 

who is expected actually to purchase 

the security in the offering) at least 48 

hours prior to the sending of such 

confirmation. This requirement is 

sometimes referred to as the ‘‘48 hour 

rule.’’ 

Additionally, managing underwriters 

are required to take reasonable steps to 

ensure that all broker-dealers 

participating in the distribution of or 

trading in the security have sufficient 

copies of the preliminary or final 

prospectus, as requested by them, to 

enable such broker-dealer to satisfy their 

respective prospectus delivery 

obligations pursuant to Rule 15c2–8, as 

well as Section 5 of the Securities Act 

of 1933. 

Rule 15c2–8 implicitly requires that 

broker-dealers collect information, as 

such; the collection facilitates 

compliance with the rule. There is no 

requirement to submit collected 

information to the Commission. In order 

to comply with the rule, broker-dealers 

participating in a securities offering 

must keep accurate records of persons 

who have indicated interest in an IPO 

or requested a prospectus, so that they 

know to whom they must send a 

prospectus. 

The Commission estimates that 

broker-dealers will spend a total of 

74,010 hours complying with the 

collection of information required by 

the rule. The Commission estimates that 

the total number of responses required 

by the rule is 6,909. The Commission 

estimates that the total annualized cost 

burden (copying and postage costs) is 

$15,014,400 ($12,300,000 for IPOs + 

$2,714,400 for other offerings). 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information to be collected; and 

(d) ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

The Commission may not conduct or 

sponsor a collection of information 

unless it displays a currently valid 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid Office of Management and 

Budget (OMB) control number. Please 

direct your written comments to: 

Thomas Bayer, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way, 

Alexandria, Virginia 22312 or send an 

email to: PRA_Mailbox@sec.gov. 

Dated: February 15, 2012. 

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–4009 Filed 2–21–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold a Closed Meeting 

on Thursday, February 23, 2012 at 3 

p.m. 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the Closed Meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (7), 9(B) and (10) 

and 17 CFR 200.402(a)(3), (5), (7), 9(ii) 

and (10), permit consideration of the 

scheduled matters at the Closed 

Meeting. 

Commissioner Gallagher, as duty 

officer, voted to consider the items 

listed for the Closed Meeting in a closed 

session. 

The subject matter of the Closed 

Meeting scheduled for Thursday, 

February 23, 2012 will be: 

Institution and settlement of injunctive 

actions; 

Institution and settlement of administrative 

proceedings; 

Adjudicatory matters; and 

Other matters relating to enforcement 

proceedings. 

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: February 16, 2012. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2012–4153 Filed 2–17–12; 11:15 am] 

BILLING CODE 8011–01–P 


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